HSBC Secures Shareholder Proposal to Privatise Hang Seng Bank

HSBC Holdings plc, together with The Hongkong and Shanghai Banking Corporation Limited (HSBC Asia Pacific), has confirmed that its proposal to privatise Hang Seng Bank Limited through a scheme of arrangement has received approval from relevant shareholders. The approvals were at both the court meeting and the general meeting of Hang Seng Bank held earlier today, marking a key milestone in the transaction process.

The scheme attracted strong backing from shareholders. Around 86% of the disinterested votes, as defined under the Hong Kong Code on Takeovers and Mergers, were in favour of the proposal at the court meeting. In addition, all required approval thresholds under the Hong Kong Companies Ordinance and the Hong Kong Takeovers Code were available. These results indicate broad support for the proposal among independent shareholders and clear alignment with regulatory requirements.

HSBC Secures Shareholder Proposal to Privatise Hang Seng Bank

Following the successful shareholder votes, the transaction will proceed to the next formal stage. A High Court hearing to consider the petition to sanction the scheme is for 23 January 2026, with the court expected to deliver its decision on the same day. Court sanction is a necessary step before the scheme can take effect and is standard practice for transactions structured through a scheme of arrangement in Hong Kong.

Subject to the High Court’s approval and the fulfilment, or waiver where applicable, of the remaining conditions outlined in the Scheme Document, the scheme is going to become effective on 26 January 2026. If the process continues as planned, the listing of Hang Seng Bank shares on the Hong Kong Stock Exchange is going to be on 27 January 2026, in line with the relevant listing rules.

Upon completion of the proposal, Hang Seng Bank will become a wholly owned subsidiary of HSBC Asia Pacific and, by extension, a wholly owned subsidiary of the HSBC Group. As a result, Hang Seng Bank’s shares will no longer be publicly available on the Hong Kong Stock Exchange.

Commenting on the outcome of the shareholder vote, HSBC Group Chief Executive Officer Georges Elhedery said the group was happy with the approval and thanked Hang Seng Bank shareholders for their continued support. He said that the vote reflects confidence in Hang Seng Bank’s franchise and in the opportunities that full ownership within the HSBC Group can create, noting that further updates will be available once the remaining steps are complete.

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